Alien Force DxD
by Welsh Dragon Writer
Summary: During Ben's life in retirement of acting as a hero, he finds that there is yet another threat on Earth. With Grandpa Max gone, he will have no choice but to wield the omnitrix and fight side by side with his friends to defend Earth from this new evil. (Read Hero Time DxD first)
1. Chapter 1

**Read Hero Time DxD First! **

Chapter 1 Something is off…

On a panet, light years away from from earth, had departed ships for their next target to be conquered. The planet was dark and gloomy, inside the atmosphere was nothing but debris. Bare of any life that might bring color to this planet. Among the debris however was a tower that could be seen from hundreds of miles in each direction.

Inside the tower however were creatures that no being would want to see, human, or alien. Inside the tower were deep and cryptic hallways that lined up with alien technology that no one would be able to recognize.

In one of the rooms to the side, there was a lab, stacked with odd looking eggs that were the size of a baby. With a weird dirty color and a purple tip with the look of a brain that could give anyone the chills. Behind the stacks off alien eggs was a humanoid creature about the size of a man, bowing down to their leader that was 3 times its size, but with a white coat, and a purple head with red glowing eyes that anyone would run away from.

"Master, the ships have departed, and on the course straight to Earth." The small one spoke. The big one lifted his head up in amusement.

"Exilent, Earth is too wrapped up in there own affairs to even see us coming, but we have one more threat that we would need to take care of swiftly." The Alien stood up and squinted his eyes. "Max Tennyson."

On the planet Earth is a city called Bellwood, everyone in town was currently watching a game of soccer in the cities arena against a nearby town. At the field the soccer teams were at each other's throats when it came to the score. Bellwood was up by a few points, but it only took one solid score for the opposing team could have them lose the season. The ball quickly made it to the other side of the field where our former hero was standing ready. The kicker lined up the shot and kicked with procession to the corner of the goal. To the boy however, the ball was slow for his focus and he quickly jumped to the corner and grasped the ball out of the air before it made it in the goal. It was then the time ran out and the crowd went crazy.

"Way to go Tennyson!" One of his teammates yelled. They cheered as they picked the boy up in celebration, surprising him at first, but let a bright smile escape from his accomplishment for winning the season.

Yes, the boy's name was Ben Tennyson. The boy that wielded a device that could change into different aliens until a few years ago, he was one of the best warriors to fend off a terrorist group and save the world from any outside evil. Though it had its fun moments, he wanted to settle down with his future lovers and enjoy a quiet and happy life.

He was sitting on a bench drinking some water to quench his thirst before a girl that is said to be the most popular in his high school. She stepped up with a smile on her face and a bash in her eyes before speaking.

Ben right? I was wondering if maybe you would like to go see a movie with me?" She asked trying to look as much appealing as possible. Ben was shocked by this request but gulped down the last of his water before saying…

"I appreciate the offer, but I'm with someone right now." Ben said. The girl was shocked and left in a huff. He kind of laughed at himself from that encounter until his cousin, Gwen, showed up.

"You just can't get the ladies off you back, can you?" She joked.

"I don't know what it is about me, but I've had to turn down almost every girl in this school." Ben said.

"It's no surprise, a few years ago you were thought missing since no one knew what you were really up to, then you show up like a superhero and winning all of the sports since the end of middle school. It's like every girls dream guy found in a novel." Gwen explained.

"I have to keep my physical ability, I want to look good for the girls when they get back." Ben said, but that raised the tension a bit.

"Ben, are you sure there coming back?" Gwen asked in concern.

"Of course they'll be back." He said.

"It's been a year." She brought up.

"They said that there business was going to take a while, I'm not concerned, of course I'm having trouble sleeping now a days but they said that it was best that I stay here." Ben said, and yes, they were talking about his harem.

Rias, Akeno, Koneko, Xenovia, Irina Rossweisse, Ophis, Hades, Izzy, Kuroka, Gabriel, Aphrodite, and Raynare. They all had to go their separate ways due to a call in heaven and hell by the faction leaders, and it was something about needing repairs. Ben wanted to go, but the girls and faction leaders all agreed that that Ben deserved to live in retirement from his hero days, after all he was the one that took out the Chaos Brigade and saved all of the Devils, Angels, and Fallen angels. He didn't like it at first, him staying alone by himself, but the girls wouldn't let him go due to the past of his habit to risk his life at any chance he has. Which is why he is here now, biding his time until they come home.

"You miss them." Gwen said.

"Of course I miss them, there's not a day when there not on my mind, but they said that they'll take a while, and so I'm giving them all the time they need. It's not like my aging is that of a human." Ben said, Gwen almost forgot that he was a devil.

"Still I worry, I know your happy with your life here now, but sometimes you look sad." She said. Ben sat up and stretched.

"I'm going home, I think I need to lay my head down after that game." ben said trying to steer away from the subject.

"Good idea, I need to head home and study." Gwen said going with the flow.

"Anatomy again?" Ben asked.

"Not the kind your thinking of." Gwen punched Ben in the arm as they both laughed. They both waved goodbye and went their separate ways.

He was walking down the street and thinking how much he didn't like how Gwen was bringing them up. He really misses them, and questioned if they were coming back sometimes.

"There coming back, any day now." Ben said. He stepped in front of his huge mansion you call a house held the knob tightly in hope for something. He quickly opened the door hoping for a surprise. Over a year and they might want to come in and visit maybe. But his hopes were gone as he swiftly opened the door to see the same dark and dusty setting in his home. Bare of anything or anyone. He gulped before thinking to himself.

"If there not gonna visit me then fine, I'm going over there." He said. The 17 year old boy threw his bag aside and grabbed his favorite green jacket with a 10 on it and left for the trailer park.

After a short walk, Ben was knocking at the door of the Rust Bucket where his Grandpa Max lives, but there was no answer.

"Grandpa, you there? I need to ask you for a favor?" No answer. It was quiet, and Grandpa rarely leaves the Rust Bucket due to it being his baby. He tried to open the door to find that it was unlocked.

"That's not safe." Ben thought out loud. He stepped in the RV to see that the whole place was trashed. Ben stepped deeper with a feeling of anxiety. Who ever was in here was either trying to find something, or was fighting Grandpa Max. Now Ben knew that Max Tennyson was a retired plumber, and that he was able to do anything, which made him worry why the inside of the Rust Bucket was like this, and that there was no sign of Grandpa Max.

Trying to figure out the situation, he began to conduct a search, he looked under the seat and in the cabinets until he found a device that was left alone. He picked it up and it turned on automatically showing a holographic image of Grandpa Max.

"Hello Ben." He spoke.

"Grandpa Max!" Ben said.

"Sorry for just leaving you this recording but something came up. Something dangerous showed up a while ago that demands my attention so you won't see me for a while." Max explained.

"Explains why your not here, but why is the Rust Bucket a wreck?" Ben asked himself.

"Say hi to Gwen for me, and don't worry about the omnitrix, I know it's safe. They'll never find it." Max said in a suspicious tone, like he was trying to send a secret message to him. The holograph died and the RV was dark again.

"What danger is he talking about, and what is he bringing up the omnitrix for?" Ben was concerned for his Grandpa, but he was saying was confusing.

He was thinking to himself until he saw movement in the corner of his eye and quickly stepped back as the figure tried to pounce him. It stood up and gave a disturbing screech when Ben got a good look at it. An alien with a brainiac head and one eye, showing him that now wasn't the time to just stand there. The alien then lunged at him once again.

Outside of the Rust Bucket, a window broke out by the alien flying out of it. Ben jumped out of the broken window and looked back.

"Sorry Grandpa." He said before approaching the crawling alien. He grabbed it by the throat and punched it in the eye.

"Where's Grandpa Max?" Ben growled. The alien gurgled a bit before speaking in a raspy voice.

"It doesn't matter now, your world and all dimensions are going to crumble before the hybrid." he said.

"Hybrid? All dimensions?" What are you going on about, what is your plan?" Ben was going to punch again, but the 'Hybrid' spat out some gross sticking gunk, blinding Ben, making him let go. He struggled to rip the slime off, but managed only to see that the Hybrid was gone.

"Was he talking about the underworld?" Ben asked himself which led him into a panic. Max was gone, a threat new threat has appeared, and now he's not even sure if the girls were even okay.

Wasting no time, he sprinted to Gwen's house to tell her about this rising issue. He knocked on the door and rang the doorbell several times before Gwen answered.

"Geez Ben, it only takes one knock to get someone's attention." She said, but Ben didn't have time for her whining.

"Grandpa's gone, an alien attacked me, and I think Rias and the others are in danger." Ben said quickly. Woah, slow down. Start from the beginning.

Ben was welcomed inside and he took a deep breath before explaining. Telling her about the alien attack and showing the message that Max left him.

"Is he saying what I think he's saying?" Gwen asked.

"Yeah, I think he wants me to put on the omnitrix again." Ben said.

"Well what are you going to do?" Gwen asked.

"I wish I new, I'm no good at the hero thing ever since I took that watch off, and I was hoping that I could just live happily with Rias and the others." Ben said. He wasn't interested in the omnitrix or being a hero. "Grandpa Max says that the Earth is in danger, and if the people I care about are in trouble, I don't have much of a choice." Ben said.

'You always have a choice, but I'm confident that you'll choose the right one." Gwen said.

The two left for Ben's house and went down to the basement. He rummaged through some old boxes. Memories of his time in Japan that he hasn't had time to put up as he was too busy trying to have a normal life. He then found a small shoe box and opened it. It revealed a picture of the time him and the girls went to the pier together before a robot attack. He smiled at the memory of them working together and moved the picture from his vision to see the omnitrix. The same device that fell from the sky, that helped him fight evil, and that he swore that he would never put on again.

"You sure?" Gwen said, making sure that Ben would own up to the decision. He thought of all the good he's done in the past, and that he knew that Max and his lovers were in danger. With no sign of hesitation he slapped on the omnitrix and showed Gwen his decision.

"Yeah, I'm pretty sure." Ben said holding up the watch. He flipped a switch turning on the computers to see if he could find Grandpa Max's location, but no luck. He was completely off the grid.

"Let's see if there is any activity happening Bellwood, and start from there." Gwen suggested. Ben nodded in agreement and pulled up a radar. It didn't seem like anything was happening at first, but then the computer located a strange energy disturbance on the map.

"It looked like its at one of those old storage facilities." Gwen pointed out.

"Then let's go." Ben said. The two quickly ran out hoping that Grandpa Max would be there.

It was dark out, Ben and Gwen crawled under a fence that surrounded the storage warehouses. The place looked almost abandoned and creepy. The two heard movement off in the distance and ducked in some bushes. Ben looked closely until Ben and gwen both recognized the armored folks.

"Forever Knights?!" They both whispered.

"I thought they dispersed after the you beat the Chaos Brigade." Gwen said.

"I thought so too." Ben said. It was then a semi backup and stopped before the knights. The door opened to see one of Ben's old enemies, Kevin, but taller, and much more handsome in Gwen's eyes.

"That's not good." Ben said. The other door opened up revealing someone that shocked both of them. Ben choked in his breath when he recognized the relatively small size and short white hair.

"Koneko?" Ben said in shock.

"What is she doing here?" Gwen asked.

"I don't know, but whatever she's doing, she's making a big mistake." Ben said. What was she even doing here, and with Kevin of all people? Ben wanted to pounce and get Koenko out of there to ask her why, but it was best to play out the scene.

"You have everything we requested?" One of the knights spoke.

"Yes." Koneko said in an emotionless tone, but this time it was different. It was like she was a robot. Ben picked up on it which made him want to jump in even more.

"And who is he?" The knight asked about Kevin.

"I was just hired to help with the smuggling, that's it." He answered. A couple more men left the semi and opened the back, dragging drums of something unknown out to show to the knights.

"What's this? We asked for weapons." He stated.

"We brought our own." Koneko said before kicking a drum over as slime spilled out that was similar to the gunk that was spat in Ben's face.

"Are you mocking us?" The knight accused. It was then the slime began to move, revealing that it was some sort of creature crawling out on six tentacle legs.

"What is that?" The knight spoke feeling nervous before a multitude of them pounced on there faces. Like Xenocytes.

It was then Kevin was shocked at what was happening, he was only there to sel some guns, not witness a scene like this. It was then Ben and Gwen revealed themselves and Ben faced Koneko.

"Koneko what are you doing? This doesn't seem like you!" Ben shouted. Kevin was shocked to see Ben and Gwen, but wasn't sure what to do with the sight before him, so he just took off and left in a flash, but Ben wasn't paying attention.

"What are you doing here and what's with all this Hybrid crap?" Ben demanded and explaination, but Koneko just took a few steps forward.

"Answer me!" Ben was getting irritated until Koneko landed a fist into Ben's gut making him flying until he his a wall.

"Fine, you don't want to talk? Then lets see you deal with Fourarms!" He said before slamming his watch. Nothing happened.

"Fourarms?" Diamondhead! Wildmutt!" Ben kept trying to call out, but it was useless. Nothing happened except a weird blue rotation of the omnitrix's symbol. Gwen was trying to fight the Xenocytes with her magic but more kept coming out of the barrel drums.

"Ben!?" She said eager to get this situation under control.

"Watch!?" He said eager to get the stupid thing to work. Koneko was walking as intimidating as possible making Ben almost pee his pants. A light then glowed blinding both Ben and Koneko and then died revealing that the watch had morphed into a more cool, and refining shape. Ben pressed a button which activated a cool hologram showing different an alien that he's never seen before.

"These were never the ones I used before." Ben said as he scrolled. Koneko was getting closer.

"On second thought, this one's fine." Ben said before slamming on the dial. His body began to morph as the DNA was injected into his veins. His blood was replaced with chlorophyll and his skin was replaced with wood as vines wrapped around him, hugging him tight.

"Swampfire!" He yelled and a deep and raspy voice. He then began to sniff the air. "Is that me? God I smell like a locker like one of Grandpa's stew left out for too long." He said. Koneko was close, but Ben didn't want to fight. Woah girl, did you forget about me? It's Ben, you liked to sit on my lap! Koneko then sent her fist threw his stomach.

"Well maybe not now, but that was just rude." Swampfire said. Koneko then landed another bunch which ran threw his head. Gwen stopped in shock as his head began to slowly grow back.

"Fine, it's my turn." He said before he began swinging. Not really sure what he could do he sent a storm of fists only to have Koneko block them. He then sank below the ground which surprised him and confused his dear Neko. He jumped up from below her sending her an uppercut. She fell to the ground and so did a mask which landed right next to Swampfire. He picked it up and looked at Koneko before gasping in shock. It was a Xenocyte that was morphing onto the poor girl's body almost covering everything except for one of her golden eyes and some of her hair.

"What happened to you?" Swampfire was in shock. Koneko only charged with increased speed and sent one blow after another knocking him back.

"Enough!" He yelled and stretched his hand out before releasing a seeds and planting them under her. The plants grew and grabbed he by the ankles and reached further until she couldn't move her arms or legs. He jumped forward before landing one right in Koneko's face knocking her out cold.

By that time, Gwen fought off the Xenocytes and the forever knights fled, but that wasn't Swampfire's concern right now. He turned back into Ben making the plants die and releasing Koneko's limp body. He caught it and inspected how bad that the creature turned her.

No, Koneko." Gwen said. "This is more serious than we thought." She said

"I know, but I have no choice but to take this one step at a time." Ben said.

"What are you going to do?" She asked.

Ben threw Koneko on his shoulder. "I'm going to find a way to help her, try to find Kevin or more of those forever knights, and if you find grandpa, let me know." He said before leaving to take his troubled girlfriend home.


	2. Chapter 2 More Worries

Chapter 2 More Worries

Ben and Gwen arrived back to his house and down to the basement. He strapped the controlled Koneko in a chair like he was ready to integrate her. Though it wasn't his intention, he didn't want her to slip away before he could help her. The sight of her strapped to a chair, and the Xenocyte stuck to her, he was still trying to process what was going on, he was lost in thought until Gwen snapped him out of it.

"I might have an idea on how to get this off of her." Gwen said.

"I'm game." Ben said.

"I could try to use my magic and tear it off of her." She offered.

"Sounds good to me." Ben said. All he could do was try.

Gwen concentrated and her eyes began to glow pink and her energy extended from her arms a took a hold of the alienated Koneko and began to pull. She was unconscious at the time, but as soon as Gwen began to pull, she started screaming in pain, that sounded familiar to Ben.

"Wait, stop!" He yelled. Gwen pulled herself back. "She was screaming, like that thing is part of her being." He said.

"We have to find something that could rip it off." She said. Koneko laughed with a distorted tone.

"What are you laughing at?" Ben asked.

"My host is a part of me now, I haven't just taken control of her, I am her now, we all are." She sounded scary.

"In any case, I'm still gonna find a way to get you off of her, so I'll ask you, what are you planning?" Ben said. Koneko gave a psychotic smile.

"Like I will tell you anything of our plans for this planet." She said.

"Then tell me this, if you're on my friend then that means you were with her's, now tell me." Ben demanded, he needed to at least get some information out of this freak. She tilted her head.

"You mean the princess of the underworld? Gremory? Ask her yourself when she putting a Xenocyte on your head." She said. At this point Ben was angry. He had no idea of these things taking control and already it's gotten out of hand. He wanted to knock the Xenocyte out of her, but he would hurt Koneko worse. He clenched his teeth and punched the steel wall unleashing the power of his chest piece hard enough for the vibrations to come back. The shockwave was sent throughout the room making Koneko scream from the sound as it echoed. The sound stopped and Koneko was breathing heavy.

"You don't like that huh? How about another one!" Ben yelled.

"Ben?" Koneko yelled. Ben stopped when he heard her real voice.

"Koneko? Is that really you?"

"Ben, you have to run, it's too late, were being controlled by these things, I try to fight it, but it's become a part of me." She said. Ben put a hand in her exposed cheek. His omnitrix started to blink before she tried to take a bite out of it making him quickly retract arm.

_DNA alteration detected. _The watch said.

"Did it ever do that?" Gwen asked.

"No, this is a new one for me." Ben said.

"_DNA repairs are now available" _The omnitrix spoke again. Ben looked at Gwen. She nodded to him before he began to reach.

"What are you doing? Don't touch me!" Koneko screamed before Ben placed his hand on her deformed forehead before a bright light shined engulfing both of them.

After a moment, the light died. Ben was holding a Xenocyte before throwing it to the ground and stomping on it several times to be sure it was dead. Koneko was still, limp on the chair passed out. Ben untied her and caught her before she slipped and fell off.

"Hey, Koneko?" Ben tried to wake her. She opened her eyes just a bit to see his face before giving a gentle smile before passing out from fatigue. Ben picked her up and carried her to his room. He tucked her in and stood by her side for a moment before leaving.

"Is everyone under the influence of the DNAliens?" Ben asked himself, but from what that monster said, his stomach started to churn.

He left the room and met up with Gwen. Whatever they were gonna do, they needed more information. A takeover of Earth was an obvious, but where? How?

"What are you planning to do?" Gwen asked. He wanted to wait for Koneko to wake up, but there was one thing that was bothering him.

"We need to find Kevin, ask him how he got mixed up with all of this, and get him to take us to where those drums of Xenocytes are." Ben said. Gwen nodded before turning into the computer. Ben was typing on the computer for the same signature as before but there was no sign. Ben sighed in defeat as there was no place in Bellwood that he could think of the Kevin would be hiding since this was the first time seeing him here.

"Wait, if Kevin was at the warehouse for only a second, I can possibly track his energy." Gwen said.

"Your not part bloodhound are ya?" Ben asked. Gwen rolled her eyes.

"Powers remember?" She said. She crossed her legs and meditated in mid air with her eyes closed for a minute. "Got him." She said.

"You're a wizard Gwen." Ben said impressed.

"He's leaving town and fast, we won't be able to catch him without XLR8." She said.

"I can't everyone of these guys are new to me, I can't even find Red or Stinkfly." He said as he scrolled through the omnitrix until he found a particular one with wings. He then ran outside, and with confusion Gwen followed.

Ben stood outside and slammed his dial. As the DNA began pumping through his body, he began to morph. His eyes turned bright green as his head turned into a box shape with horns. His feet turned into two long picks and he grew wings, turning into a red alien ready for aerial action.

"Jetray!" The alien announced. "Hop on." He said to Gwen before she climbed on his back. He took off in a flash and made it to the city at a record speed. He hovered around with Gwen a bit shaken from the acceleration and saw a mustang looking vehicle speeding down the road and away from the city. Jetray shot himself right in front of the vehicle and stood in the middle of the road.

The driver realized the creature and punched the brake before losing control for a moment until it came to a stop. The door opened when Kevin himself stepped out with a ticked look. Jetray turned back into Ben after Gwen hopped off. Kev glanced at Gwen for a moment and looked away.

"Where do you think your going? The party just started." Ben said.

"It was going fine until those things scammed me, and you showed up." Kevin said.

"That is unfortunate, for you I mean, but I'm here with questions." Ben said.

"Not interested Tennyson, I need to find the ones that brought me into this problem." Kevin said.

"Well you and I both have an interest in this situation, how did you get mixed up with the DNAliens?" Ben asked.

"No idea, one moment I'm a delivery driver trying to make some cash, the next, my clients turn into mutation experiment gone wrong." Kevin said.

"You didn't think about the fact that you were with Koneko?" Ben asked amazed.

"I've been trying my hardest to forget you Tennyson, how should I know how to keep track of your groupies." He said.

"Enough, if you were with Koneko, you have to know where Rias and the others are, what about Grandpa Max, you have to tell me!" Ben said. He was more desperate than angry, and Kevin recognized it.

"I never saw them, sorry but you got the wrong guy." He answered.

"Ben wait, I think he's telling the truth." Gwen said.

"Thank you." Kevin felt touched a bit.

"Damn it!" Ben yelled. Kevin was his only lead.

"But I think I can track those things if Kevin was with them." She said. She felt Kevin's chest and concentrated. Kevin looked away trying not to think about it too much.

"I got it, it's in the next town." She said.

"Fine, let's get going." Ben said, he was about to slap his watch until Kevin stopped.

"Oh no, I'm not letting you have the fun, I just got cheated, so I'm going with you." Kevin said.

"It's not like I can carry both of you on my back." Ben thought out loud.

"Uh hello?" Kevin pointed at his car.

"Okay, but I call shotgun." Ben said.

The three were in the car, but Ben was in the back with his arms crossed. The road became a desert wasteland, definitely in the middle of nowhere.

"What happened to shotgun?" Ben pouted.

"Hey, lady gets shotgun and you shut up." Kevin said. Gwen was trying to meditate beyond the two fighting.

"Up there, in the next town." She said.

Kevin parked his car to the side and the three got out. The sky became cloudy and it started to pour drenching them.

"Anything, is Grandpa Max here?" Ben asked.

"Something is here, but it's getting fuzzy, not sure where exactly." Gwen said. It was then an old couple stepped up to them somehow not minding the rain.

"Odd to see young folk like you around here." The old man said.

"Were looking for someone, have you seen somebody about your age looking around here?" Ben asked. The two smiled before the lady spoke.

"We did have someone stop by, but he was getting to noisy." The lady said. "So we had to take care of him." The old man said. Ben and Gwen looked at Kevin.

"Hey, my clients are mostly anonymous." Kevin said trying to defend himself before they turned back to the couple.

"I'm afraid to ask, but what do you mean by 'take care of him'?" Ben asked. Lightning struck sending a flash in the sky. During the flash, the couple changed for a split second, the image of DNAliens got their attention before the two began to attack. Kevin used his car and turned into metal. He ran up to the old man and punched him right in the face, while the lady grabbed Ben.

"I don't typically fight old ladies." Ben said before kicking his feet up and pushed away before Gwen punched her out with a magic fist.

"Thanks." Ben said. After Kevin finished off the other alien they looked around.

Ben was walked near a barn before his omnitrix started blink like crazy. He called over Gwen and Kevin to follow him in the Barn. They took a peak to see hundreds of eggs with the same look as the DNAliens.

"This doesn't look so good, and the smell." Ben said.

"These eggs, do you think they hatch those Xenocytes, like the one that was on Koneko?" Gwen asked.

"There isn't any other explanation I can think of." Ben said. "Wait, if they are producing these by the mass…" Ben spoke.

"They're trying to make an army." Gwen said.

"That's not good." Kevin said.

"No its not… Ben lookout!" Gwen yelled. He turned around to see some of the eggs hatching. Xenocytes slowly crawled out as more began to crack.

"Now that's not good." Ben said. "Get ready." Ben said as he scrolled through his omnitrix before one jumped on his face to morph him. He panicked as it covered his face. He slapped his watch.

DNA went through his body as it began to change into a hard crystal with an amazing amount of energy was sent through his body leaving only one eye.

"Chromastone!" He yelled after throwing the Xenocyte and stomping on the ground. "Get back!" He yelled before sending a massive blast of energy destroying the creepy crawlies. However, more began to break from their shells and crawl to an attack. Chromastone was doing his best to get rid of all of them, but they just kept coming non stop.

"Ben!" Gwen said. She pointed up to the beams up top. Chromastone raised his hand and sent a and energy blast to the beam before the ceiling crumbled down. Crushing everything under it. The three ran out of the barn as the inside crumbled before collapsing.

"Wasn't really well built." Kevin said.

"Come on, we know what they're planning." Ben said.

"Okay, so, how do we stop it?" Kevin asked.

"I don't see why your concerned, we took out the ones that scammed you." Ben said, not exactly trusting Kevin.

"Hey, don't blame me, I was dragged into this, and even if I run, who knows what their gonna try to pull on me." Kevin said. Ben still didn't trust him.

"Whatever, we need to go back home and check on Koneko." Ben said. Kevin was reluctant to give them a ride home after Ben's attitude.

"Please Kevin? Ben is just worried." Gwen asked. Kevin looked away.

"Fine, but I'm out of town and getting as far away as I can from that guy." Kevin said. Ben sighed as they climbed back into the car and drove to Bellwood.

They made it back and Kevin was dropping Ben and Gwen off when he yawned loudly feeling tired.

"Do you have a place to stay?" Gwen asked.

"No, I live on the road." Kevin answered.

"Ben's not gonna like this but come inside, I'm sure you want to change his mind." Gwen said reading Kevin like a book.

"I don't care what Tennyson thinks of me okay, I did what I did so that I could survive, it's just…" Kevin said.

"I'm sure Ben is willing to talk after he calms down, he always does." Gwen said. Kevin sighed and got out of his car.

Ben went into the room Koneko was in he saw her sitting up awake but still in a daze. He was so happy to see her okay that he wanted to pounce and give her a hug, but now wasn't the time.

"Koneko?" Ben asked. She turned and saw Ben with a look of amazement. Like she couldn't believe that he was standing right in front of her. Instead of keeping herself composed, she pounced onto Ben like the cat she was and nuzzled before her voice was breaking.

"Ben! I never thought I'd see you again." She whimpered.

"For a moment me neither, but I'm here now, and I'm glad you're okay." The two took a minute to calm down.

"Okay, I need to know where Rias and the others are, i've seen what those things are and what they can do, I just need to know that they're safe." Ben said. Koneko shook there head.

"Last time I saw them, we were attacked by those creepy alien things, and the next thing I know, my actions weren't my own, and that I was helping the enemy, like a nightmare that I couldn't wake up from." She explained. Even she didn't know how the rest of his friends were. He was back to being worried sick.

"Koneko, I need you to take me to hell." Ben said.

"I thought you were gonna follow through with your retirement. I'm not sure when this struggle will end." She said.

"It's too late for that. Ben said holding her hand with the omnitrix on his wrist. "Besides, Grandpa Max has gone missing, and if Rias and the others are in trouble, that is more than enough reason to go hero again." He explained. Koneko smiled.

"Okay, just give me a moment, I still feel dizzy." She said. Ben nodded before going to the kitchen to find her some sweets to give her a boost in her mood.

He entered before seeing Kevin eating a bag of chips before stopping after being caught red handed.

"How did you even find that?" Ben asked.

"Your secret stash, you showed it to me remember?" He said. Ben did, but that was a long time ago.

"Better yet, what are you doing here?" Ben said.

"Guess the chilling part isn't over." Kevin said under his breath. "Since I've had the pleasure of running into you again, I'd like to think that I should tie up a loose end." Kevin said.

"In what way?" Ben asked suspiciously as he secretly reached for his omnitrix.

"Make amends." I know I did some pretty messed up stuff, but I only did it to make sure I don't go hungry out in the streets." He said.

"Yeah, then you stole my power and tried to kill me, thanks." Ben snapped.

"Yeah, I know. The power, and the anger. I could never let it go, but now I can. Which is why I'm asking to please let me help." Kevin said. Ben wasn't so sure though, but Kevin does seem to look less of a common street thug.

"When you took my omnitrix you put many people in danger, I'm not sure how I can trust you again." He said, but something felt off in his chest. "Fine, but I'm keeping an eye on you." He said before leaving with a chocolate bar. Kevin took a deep breath after that when Gwen came in.

"See? Not so bad." She said.

"He doesn't trust me Gwen, to be honest I don't blame him." Kevin said.

"Oh, so you do have a soft spot." She said said.

"Leave it, just let me know what are next move is." Kevin said before leaving to go to bed.

Ben just stood over Koneko as she fell asleep as the lack of sleep overcame her. She looked pained, like she was having a nightmare of some sort.

"As much as I want to go to hell, it's best that we rest for the time being." Ben said to himself as the exhaustion of today overcame him. Missing the feeling, he crawled in bed with Koneko and snuggled up to her trying to relieve the terror in her subconscious mind. He looked up at the moon, hoping that everyone was at least safe as he closed his eyes for a restless sleep.


	3. Chapter 3 Trouble in Hell

Chapter 3 Trouble in Hell

It was an empty space where Ben was placed, giving him the sign that it was a dream, but his own thought wouldn't allow him to truly be convinced.

"It's been a while, hasn't it been Ben." A familiar voice to only yours truly spoke. He turned around to first notice the blood red hair and bright aqua eyes.

"Rias." He was surprised to see her. "I missed you." He said.

"I did to Ben, but it will be alright now, you can join us, forever and ever and ever and ever…" Ben was confused by her repetitiveness until a Xenocyte crawled on her head and began to morph her right in front of him.

"Rias, get it off you!" He shouted. He tried to save her but the DNAliens grabbed him from behind by the shoulders and held him in place. He tried to fight but they were unusually strong.

"Join us Ben, let's take the world for our own!" Her voice was raspy as she was a DNAlien herself.

Ben shot up from his bed in a state of panic. He looked over to see Koneko resting next to him. Still shaken a bit, he got up find something to eat to see if he could get more shut eye. He opened the fridge to find very little, he took some juice and poured a cup

Kevin was asleep on the couch until he heard some sort of scuffle towards the kitchen. Being careful he snuck up to the room after absorbing some wood. He heard steps coming his way and swung his fist around to see Ben ducking under his attack. He slipped under his reach and twisted Kevin's arm.

"Your not really good at making a sneak attack." Ben said a bit irritated.

"I thought I was found, give me a break." Kevin said. Ben released him after he got rid of the wood as a body.

"Trust me, enemies are the last place to come here." Ben said with confidence.

"How can you be so sure?" Kevin asked.

"Defences, a friend gave me a little plumber tech keep my family and I safe." He said. The two then got something to eat, though Ben was reluctant to talk but the silence became awkward.

"After we left you in hell, where were you?" Ben asked.

"I was taken to the null void by the plumbers during clean up, criminals and monsters have to go somewhere." Kevin said as if he didn't like the question.

"The Null Void?" Ben said.

"Basically a dimension to hold criminals, the plumbers use the void as a first hand prison for the people they catch." Kevin said.

"Doesn't sound fun." Ben said.

"It wasn't exactly my idea, but I was the one that turned into a monster." Kevin said taking a sip. Ben raised his eyebrow. He wasn't expecting Kevin to actually take responsibility for his actions.

"Well, I guess you already served your sentence, you really don't have to make anything up for me, or anyone else." Ben said. He gets that Kevin feels endangered by the invasion, but why does he insist on help him?

"My father was a plumber, until he died during the war." He said.

"The war?" Ben stated.

"Yeah, oh right, you were sleeping through the whole thing." Kevin stated.

"It's not like I wanted to, my whole body was caught on fire, and people were desperate to keep me alive." He said.

"Yeah, my dad's life didn't have much meaning huh." Kevin said. Ben was caught off guard by that, but deep down, he already felt that way for a long time.

"Kevin I…" Ben said.

"Forget it, just let me know when were going to the underworld." He said leaving the room to lay back on the couch.

Ben went back to his room with even more burden to carry. Was Kevin still mad at him, was that why he was mad in the first place? Is he trying to help to become a plumber. If that was the case, why was he working with the forever knights. He could only yawn as the late snack gave him the peace he needed to sleep again. He crept back into the covers and closed his eyes.

After what feels like a second, Ben flipped his eyelids open in reaction of light leaking into his vision. There was no more time to rest, he sat up and woke up Koneko making her yawn in the cutest way possible.

"Are you feeling well rested?" Ben asked.

"Mhmm." She nodded.

"Let's go." Ben said. The two went downstairs to see Kevin and Gwen ready to go.

"I'm not sure what waits for us on the other side, but I know that we have a mission, that is to find Rias and the damage the DNAliens have caused. Not sure how bad it will get, which is why I need your help, both of you." Ben said. He held his hand out as Gwen did the same.

"You in Kevin?" Ben asked. He shook his head.

"I might regret this, but…" Kevin pace his hand on Gwen's.

"What about me?" Koneko spoke up. "I want to see if my sister is okay." She said.

"You just got out of their influence." Ben said.

"I don't care, I know where we were the last time I saw Rias, and I'm tired of just watching, I want to help." She said. Ben smiled and nodded. He was glad that Koneko was still willing to help, though he was still a bit worried about her. She then summoned the magic circle and it enveloped the team.

After a brief moment the light was gone. Ben looked around to see a place he hardly recognized. Hell, what was normally beautiful weather year round, was now a freezing winter wonderland with snow coming down by the foot. Ben shivered, not from the cold, he had an eerie feeling in his gut. This was all wrong.

"Was it like this when you were here last?" Ben asked Koneko, but he saw the same expression on her face as he did his.

"No, last time, we were hunting down strays, and we were ambushed, but that was before we knew about those things." She said turning to the forest next to their current position. She began to walk forward without any words, and with a fast pace too. Ben and the others followed her as he figured it was the last place she remembered.

A few hills later, Koneko stopped and looked around frantically. She turned around to Ben and shook her head in despair.

"We were here when they attacked." She said. Ben looked around to see that there was no trace of a struggle left. Nothing but a foot and half of snow covering everything like a blanket. Ben stopped to think.

"If hell is being taken over, then the first place we should scout is estate. Maybe Sirzechs is hold up there." Gwen said.

"That, if he wasn't taken over." Ben said. "It's a place to start though." He said before he heard high pitched scream from behind him. One of those things grabbed Ben from behind and kept him in a tight squeeze. He mustered his strength in attempt to break free, but it useless.

"Ben!" Gwen yelled before shooting the thing in the back of the head with her magic.

"That's not right, I can usually throw those things." Ben said. He took a closer look at them though. He noticed that red glowing spots were breaking out from its skin, or whatever you could call it. "Whatever that was, it seems like the DNAliens found a way to stand against devils." He concluded, but it was not over.

More of the horrific sound came out of the bushes and began to surround the team. Ben reached for the omnitrix and pressed the dial. He scrolled for a second and slammed the watch activating the transformation once again.

His skeletal structure was the first to morph. His spinal cord curled making him out to be some sort of primate. He grew an extra set of arms and eyes. Small fangs grew while he was covered in blue hair.

"Spidermonkey!" He shouted before jumping in the air and pouncing off one of those Devil Aliens and sending a web to make it unable to move. He used his end like a rope and swung it around him clearing a space and sending the two other flying to the trees. With a go, the others began to fight. Kevin absorbed wood, while Gwen unleashed her magic. Koneko however was having trouble with their increased strength, catching her right hooks and throwing her against the trees.

"Fine." She whispered under her breath. Her cat ears and cat tails appeared before she sent a ball of energy clearing them in one swoop.

"Oo oo, that's new." Spidermonkey said.

"A trick my sister taught me." She said. By then the Devil Aliens fled, the sounds soon died and all was left was the powerful wind blowing thru the air.

"Now that, that's taken care of let's get to the…" Spidermonkey was interrupted when he stepped into a snare and was get dragged into the bushes at high speed.

"Ben!" Koneko yelled and the three chased after him.

Spidermonkey struggled as he was getting dragged across the snow until he fell down a hole. He landed pretty hard into what looked like a makeshift shelter underground. He shook his head in a daze and saw a group in shady cloaks surrounding him.

"Who are you? What's your business?" One of the hooded figures said in a feminine voice.

"I should be the one asking the questions lady!" What's the deal with the trap and dragging me down here?" Spidermonkey said.

"Wait, look." One of the others pointed at the omnitrix on his chest. Everyone gasped and Spidermonkey was confused. They all took their hoods off. The first thing he noticed was the long red hair falling out of the hood. His heart dropped when his vision cleared.

"Ben?" She said before Spidermonkey changed back.

"Rias." Ben said before getting up to hug her before falling flat on his face from the trap. "Oww." He whimpered in embarrassment. He looked up with a bloody nose to see her, Akeno, Irina, Xenovia, Rose, and Kiba.

"Oh sorry." Rias snapped her fingers and the snare snapped in half. Ben jumped up and tackled Rias in a tight hug.

"I was so worried, I thought you might have been taken." Ben said. Rias gently pushed away.

"So you know?" Rias asked.

"Yeah, I do, after I saw Koneko I…" He was interrupted by the sound of people falling behind him.

"Have we ever thought jumping, oh I don't know, one at a time?" Kevin said as Koneko climbed off of him and Gwen. Rias rushed passed Ben and hugged her.

"I was so worried, I thought I would never see you again!" Rias said worryingly.

"I'm okay President, thanks to Ben." Koneko said. Rias turned to Ben only about halfway.

"Thank you, for saving her, but now's not a good time for a reunion." Rias said without any eye contact. Ben thought it was only in his head, but didn't she seem a bit cold?"

"Oh, well I, um." With her expression, Ben didn't know what to say so he changed the subject.

"After saving Koneko, she told me what went down here, so I'm here to help in anyway I can. Plus, Grandpa Max went missing, and I need to find him too." Ben said.

"Max isn't missing, he was just here a few days ago, said he needed to go back to the human world to take care of the threat there, so he left everything to us." Kiba spoke.

"Well if any case I'm here to help." Ben said.

"We have it under control, the best thing for you to do is go back home." Rias said sounding exactly like she's trying to push him away. In fact, everyone seemed to be a bit cold towards him.

"I'm not sure I understand. Isn't hell taken over?" Ben asked.

"No, just the important parts, the sapped our devil's magic to make those things more powerful, and to create the non stop blizzard." Xenovia stated.

"Okay then, I can just get rid of that and we can rush into a full on attack." Ben said.

"I already have it figured out Ben, we have the situation under control, now go home." Rias said in irritation. She turned her back to Ben spacing the gap he didn't know about until now. Irina then placed a hand on his shoulder getting his attention.

"Let's do something about your nose." She said.

In the next room Ben and Irina had the space to themselves. She was tending to Ben's bloody nose, but that wasn't his concern.

"Are you mad at me too?" Ben popped the question.

"I'm not, but it seems like the others are holding something against you it seems." Irina answered.

"But I came here to help, why would they be cold to me, I mean were family." Ben stated.

"Believe us when we say we have this under control. Yes we have issues, but Rias already made a plan to fight back, I just pray that everything gets back to normal." She said putting the medical supplies away. The certain opened up to show Akeno.

"Hey Akeno." Ben said weakly.

"Rias says that it's best for you to leave as soon as possible, Koneko regained her magic so she's gonna see you off." She explained. Ben sighed.

Kevin and Gwen were waiting for Ben before he stepped outside with Koneko and Rias.

"Before I go let me ask you, what's the real reason why you want me to leave?" Ben asked.

"There's no reason for you to be here, everything is set, and Grandpa is tying up loose ends. There's no reason to go out of retirement for us." Rias stated. Was she mad because he wasn't here sooner?

"If I knew you were in trouble I would've been here sooner." Ben stated.

"Well you weren't and because of that, Kuroka Koneko, my brother. They've all been taken over by those things, but it doesn't matter now, I have a plan to take care of them, and at this point you have no reason to be here." She said. Ben's heart was beginning to crack. It wasn't his fault. He didn't know, yet Rias is mad at him.

The teleport circle formed under Ben, Gwen, and Kevin, but something didn't seem right.

"Are you okay?" Gwen asked.

"Last time they were at war I was in a coma, even though I couldn't do anything I still hate my self for not helping." Ben said. Rias stopped as he heard him.

"The pain and loss everyone had to go through, I still carry it with me. I even wanted to stop and stay in the estate forever, not having anything to do with being a hero again." Ben stepped outside the circle as Gwen and Kevin were transported out.

"But this time, I'm not leaving."

"Ben stop." Rias felt her walls hold no power over his words.

"This time is different, I'm right here." He raised his voice.

"Please, just go home." Rias felt teary eyed.

"And as long as I live, even if I have to carry the burden again, so be it." He stepped up to to her.

"Anything, to protect you." Ben grabbed Rias and kissed her on the lips. Somehow Rias didn't even try to fight. A tear went down her cheek as she kissed him back. She just wanted to be with Ben again. She misses sleeping next to him and coddling when his guard is down, she still yearned for him. He broke the kiss and smiled before slamming on his dial, turning him into Jetray before taking off into the sky.

"Rias, what happened?" Akeno and the others ran out of the shelter after hearing the sound of something going faster than the speed of sound.

"That idiot." She cried smiling. "I guess he's still our Ben after all."

Jetray flew towards the city as the blizzard was getting thicker after each second. He had to descend a bit before the wind picked him up and threw him off course. He squinted trying to look through the whiteout condition before seeing a large metal tower that stuck out like a sore thumb.

Meanwhile in the Gremory estate, a Devil Alien sprinted towards the Devil King's office and bursted through the door.

"Master, we have an unidentified flying species heading straight for the tower." He yelled in a panic before getting knocked in the face. The fist belonged to who was supposed to be Sirzechs, but he was deformed, similar to Koneko.

"You do not come in my dwelling unannounced, understand?" He roared with power.

"But master, we;ve confirmed that it's a threat against you and your plan." The minion spoke.

"Then get out there and take care of it!" He yelled. The minion then ran out like it's life depended on it. Sirzechs stood up and faced the window that gave a great view of the tower.

"You will not stop us, you cannot stop us. We are inevitable, Ben Tennyson."

Jetray stooped down to get a clear view to find that he flew right into a strong hold. He ascended a bit hoping that no one noticed, but it was too late as the sirens sound.

"Uh oh." He said as energy blasts began shooting from the ground. He swooped in and dodges a few before shooting his energy ray from his tail, blowing up the hangers and building that they kept their supplies and energy weapons in. Smoke emerged from the stronghold and the heat from the intense fire began to drive all of the DNAliens away. Jetray landed in the middle of the sight and turned back into Ben, but his job wasn't over

"Now all I need to do is destroy this thing." Ben said scratching the back of his head. Time stopped for a moment as he sensed a presence from beyond the snow drifts. A shadow appeared with two cat ears and a tail.

"Oh no, not you too." Ben said as the shadow became clear as it came closer. "Kuroka." Ben said.

"Hello Ben, wonderful weather it is isn't it?" She said with a distorted voice that sounded like her.

"That's odd, I figure you'd run away like the rest of them, and sound a lot less sexy." Ben retorted sarcastically. The controlled Kuroka giggled.

"Haven't you noticed? We as a species are evolving to live and conquer anywhere we want. As for your friend here, she's fighting so hard to stay conscious, well I don't blame her, she has a nice body, even I wouldn't want to cover up."

"Hot yes, but that's my girl you have, and she looks way more beautiful without your ugly makeover." Ben joked which pissed the Devil Alien off. She screamed in a manner that Ben had to cover his ears. Next thing he knew, Kuroka was in front of him with a knee in his stomach.

"How do you like that?" She whispered in Ben's ear.

"You don't know? The saddest role is more for Akeno than anyone else." Ben said before slamming the dial.

As the DNA coursed through his veins, his body simply melted into a green goo. A floating device came in and picked up the goo and gave it a humanoid shape.

"Goop!" He said in a distorted. "But, I think I'll try to fill that role for a moment." Goop jokes. Kuroka tried to throw a punch, but it went right through him. With a giggle he wrapped his goo around her arm.

"You seemed to be wrapped up in something." He said.

"We'll see." Kuroka said before activating her magic point blank. Exploding Ben in too puddles of slime. Kuroka laughed at herself, but only for a moment. The device that gave Goop his shape flew over and picked up the puddles.

"What?" Kuroka questioned.

"Too bad, but if you can hold still." Goop tried it again but held her wrists behind her back and began to squeeze. "I need my real girlfriend back." The omnitrix glowed engulfing both him and Kuroka as she screamed.

The glow faded, Goop turned back into Ben and saw Kuroka lying next to him. He sat up and look for the Xenocyte to see that there was no sign of it. Maybe it was destroyed with the DNA fix? Ben looked over to Kuroka, opening her eyes slowly but still loking sleepy.

"Slime bondage, really?" Kuroka whispered.

"I don't know, it's not like I wanted to hurt you." Ben said.

"Depends on your definition of hurt, but you know…" She grabbed Ben's hand. "I think I found my new kink." She cooed, Ben turned red and not from the cold. He couldn't help but smile though.

"I missed you too." Ben said. The storm grew stronger, making Kuroka shiver, almost freezing.

"I'll take you someplace warm, but first I need to take down this tower." Ben said.

"How? It's way big, and I remember them building it, and they didn't make an off switch." Kuroka said shivering.

"I'm not sure." Ben said. He scrolled through the dial to see if there is anything to help him. He stopped when he saw one that looked exactly like a dinosaur. "Or maybe I am." Ben slammed on the watch.

His body began to change. His entire body began to grow, and growing the features of a dinosaur with tissue as hard as stone. As the transformation completed Kuroka couldn't help but stare up in amazement.

"Humungousaur!" He roared a powerful roar.

"You are… huge!" She said.

"I don't think you've seen the half of it." He roared. He concentrated for a moment before growing many stories tall, almost as big as the weather tower.

"This is no good for the community, time for a bit of destruction." He said as he began to push. Slowly but surely, the tower began to tilt. He grew even bigger as he had to increase his strength to topple it over. The tower began fall after a few moments of struggle. The tower then crumbled to the ground dismantling it into large pieces. Humungousaur turned back into Ben.

He looked up to the sky and saw how the clouds were breaking. The beautiful light of the sky revealed back to itself as it once before. The sky that Ben missed so much. He looked over to see Kuroka purring for the heat before giving a cute sneeze making Ben giggle.

"You don't have a cold do you?" Ben asked.

N-No, I'm fine." She said. Ben kissed her on the forehead and felt the heat on his lips.

"Alright, let's get you back to the shelter, you need to rest after the DNA fix." Ben said.

"No, I can at least walk." She said before getting light headed and fell into Ben's arms. He picked her up bridal style, and headed back to the shelter.

Back in the Gremory Estate, the Devil Alien in control of Sirzechs growled. He punched the desk in anger as the temperature in the room began to increase.

"Master, what shall we do?" The minion asked.

"Rebuild, we cannot afford to have the underworld be liberated by those filthy virmen." Sirzechs said. "But we before we do anything, we must kill Ben Tennyson."


End file.
